Securities code: Zhejiang Meorient Commerce & Exhibition Inc(300795) securities abbreviation: Zhejiang Meorient Commerce & Exhibition Inc(300795) Announcement No.: 2022016
Zhejiang Meorient Commerce & Exhibition Inc(300795)
Special note on no profit distribution in 2021
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
Zhejiang Meorient Commerce & Exhibition Inc(300795) (hereinafter referred to as “the company”) deliberated and adopted the proposal on the company’s profit distribution plan in 2021 at the 22nd Meeting of the 4th board of directors and the 15th meeting of the 4th board of supervisors held on March 21, 2022. This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation. The specific situation is hereby announced as follows: I. profit distribution plan for 2021
Audited by Tianjian Certified Public Accountants (special general partnership), the net profit attributable to the shareholders of the listed company in 2021 was -5764502453 yuan, and the net profit of the parent company was -1924539567 yuan. As of December 31, 2021, the undistributed profit of the parent company was -3088868467 yuan.
The company’s profit distribution plan for 2021 is: no cash dividend, no bonus shares, and no conversion of capital reserve into share capital.
2、 Reasons for no profit distribution in 2021
In accordance with the relevant provisions of the notice on further implementing matters related to cash dividends of listed companies, the guidelines for the supervision of listed companies No. 3 – cash dividends of listed companies and the articles of association of the China Securities Regulatory Commission, The company’s cash dividend shall meet the conditions that “the distributable profit realized by the company in this year (i.e. the after tax profit after the company makes up the loss and withdraws the provident fund) is positive and the cash flow is abundant, and the implementation of cash dividend will not affect the subsequent sustainable operation of the company”. In view of the company’s performance loss in 2021, comprehensively considering the company’s medium and long-term development plan and short-term production and operation reality, combined with the macroeconomic environment, industry operation situation and the company’s capital demand, in order to ensure the stability and long-term development of the company’s cash flow, enhance the ability to resist risks, realize the sustainable, stable and healthy development of the company and better safeguard the long-term interests of all shareholders, The board of Directors proposes that the company will not distribute cash dividends, bonus shares or increase share capital with capital reserve in 2021.
3、 Opinions of independent directors
After review, we believe that the 2021 profit distribution plan proposed by the board of directors of the company, which does not distribute cash dividends, bonus shares or convert capital reserve into share capital, is in line with the actual situation of the company and relevant regulations. The profit distribution plan has legitimacy, compliance and rationality, and does not damage the rights and interests of minority shareholders, Conducive to the long-term development of the company. Therefore, we agree to the proposal on profit distribution plan for 2021 and agree to submit the proposal to the 2021 annual general meeting of shareholders of the company for deliberation. 4、 Opinions of the board of supervisors
After review, the board of supervisors believes that the profit distribution plan of the company for 2021 prepared by the board of directors is made in combination with the operation of the company in 2021 and the needs of future development, complies with the provisions of relevant laws, regulations, normative documents and the articles of association, and does not damage the interests of the company and other shareholders, especially small and medium-sized shareholders, and agrees to submit the plan to the 2021 annual general meeting of shareholders of the company for deliberation.
5、 Documents for future reference
1. Resolutions of the 22nd Meeting of the 4th board of directors;
2. Resolutions of the 15th meeting of the 4th board of supervisors;
3. Independent opinions of independent directors on matters related to the 22nd Meeting of the Fourth Board of directors.
It is hereby announced!
Zhejiang Meorient Commerce & Exhibition Inc(300795) board of directors March 23, 2022
